2020 (10) TMI 1038

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....1956as a Company Limited by Shares and has its registered office at S- 217, Ground Floor Panchsheel Park, New Delhi, South Delhi-110017, which falls within the territorial jurisdiction of this Bench. It is engaged in the business of design, engineer, build, construct all kinds of infrastructure projects and building projects including civil construction work and conveniences and to negotiate for and obtain, from the government, conventions, subsidies, toll collection rights and or other assistance in furtherance to the above mentioned work. 2. The share capital of the Applicant as on 31st March, 2019 is given as under: Particulars Amount Authorized Capital Equity Shares 19,55,00,000 Equity Shares of Rs. 10/- each 1,95,50,00,000 To....

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....iding consideration for the cancellation/ extinguished equity shares has been determined on the basis of valuation report by Manish Ramphal & Associates, Charted Accountants. As per the valuation report, the equity share of the Company is Rs. 66/- per share. C. Such reduction be effected by cancelling 90,90,910 equity shares of RTs. 10/- each, fully paid up which are held by the existing shareholders along with a premium of Rs. 56/- per share (premium aggregating to 50,90,90,960/-). D. The aforesaid reduction is to be effected by paying off a sum of Rs. 60,00,00,060/- ( @ Rs. 66/ share on 90,90,910 equity shares) to the equity shareholders of the Company and automatic cancellation of the corresponding equity shares of the Scheme being s....

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.... filed as additional documents on 13.01.2020 (Pg. 41-44). The total amount of debt of 28 Unsecured Creditors is Rs. 1,11,68,14,744/- and 2 Secured Creditors is Rs. 2,719,084,099/-. 6. The Articles of Association of the applicant company, in Article 9 provides for reduction of the share capital by way of special resolution be passed. Hence, the reduction of share capital is as per the Articles of Association of the Applicant Company. 7. Vide order 06.12.2019 this bench directed the applicant to make the publication of the application which was complied and the compliance affidavit was filed on 13.01.2020. 8. The Regional Director, Northern Region, Ministry of Corporate Affairs, New Delhi, after receiving the report from the Registrar of C....

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....ove mentioned observations made by the Regional Director and states that: i. the Applicant company hereby undertakes that Foreign Exchange Management Act, 1999, the Reserve Bank of India Act, 1934 and the rules and regulations framed there under and any other applicable law does not envisages the requirements of taking an approval/ No objection from the RBI on the Scheme of reduction of share capital. However a copy of the petition has been served to the RBI on 12.03.2020. ii. Further the Applicant Company undertakes that all the necessary requisite FEMA 1999, compliances as required by the RBI for payment of consideration to the foreign shareholder(s) of the Applicant Company will be duly complied with. The Company will be paying off t....